is required to provide a legal opinion of AFSI’s legal counsel (who may be AFSI’s in-house
legal counsel) in respect of such guarantee in form and substance reasonably acceptable to Lessee. 

  




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|   | 2.6 | **Pre-Delivery Adverse Change:** Lessor will have the right prior to delivery to cancel the Lease, if in Lessor’s judgment, acting reasonably and in good faith, in relation
to the date hereof there occurs, or could reasonably be expected to occur within six (6) months of the date of Lessor’s determination, any material adverse change in Lessee’s financial condition, its operations, its liabilities, its
business or its prospects, or in its ability to perform its obligations contemplated hereunder or in the ability of Lessor to exercise any right or remedy customarily afforded a lessor of aircraft to a Certificated Air Carrier. Without limiting the
generality of the foregoing, such a material adverse change shall be deemed to have occurred if Lessee or Guarantor files, is subject to an involuntary filing or announces that it is contemplating the filing of, a petition in bankruptcy or voluntary
petition seeking reorganization in a proceeding under any bankruptcy or insolvency Laws.  |

  




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|   | 3. | **PAYMENTS**  |

  




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|   | 3.1 | **Deposit**: Lessee shall pay to Lessor the Deposit in cash (to which Deposit Section 5.13 of the Common Terms Agreement shall apply), in the amounts and at the times provided in
Schedule B hereto.  |